EMPLOYMENT MEMORANDUM
TO: Xxxxxxx Xxxxx
FROM: Xxxxxxx X'Xxxxxxx, President of Laser Photonics, Inc.
RE: Terms of Employment
DATED: January 28, 2000
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The purpose of the memorandum (the "Memorandum") is to set forth and
memorializes the terms of your employment with Laser Photonics, Inc. a Delaware
corporation (the "Company").
POSITION
AND DUTIES: Vice President - Sales and Marketing. In addition to the foregoing,
Employee shall perform such other or different duties as may be
assigned to him from time to time by Employer. Employee shall devote
his full time to the business of Employer during the term of this
Agreement. The services of Employee shall be performed at
Philadelphia, Pennsylvania.
TERM: Employment at Will. Terminable at any time by either party without
prior notice.
COMPENSATION: $140,000 per year, payable in accordance with normal Company
practices. Employer shall reimburse Employee for all reasonable
travel, entertainment and other expenses incurred or paid by Employee
in connection with, or related to, the performance of Employee's
duties, responsibilities or services, upon presentation by the
Employee of documentation, expense statements, vouchers and/or such
other supporting information as Employer may request. The form and
amount of compensation is adjustable by mutual agreement between
Employee and the Company into incentive based compensation after the
Company receives regulatory approval from the United State Food and
Drug Administration for the introduction of the Company's psoriasis
product.
BENEFITS: Participation in Employer's employee fringe benefit, health
insurance, life insurance, key man insurance and other programs in
effect from time to
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time for employees of Employer and its affiliates at comparable
levels of responsibility. Participation will be in accordance with
any applicable policies adopted by Employer. Employee shall be
entitled to vacations, absences for illness, and to similar
benefits of employment, and shall be subject to such policies and
procedures as may be adopted by Employer. In connection therewith,
this Memorandum incorporates the terms and conditions of Employer's
Employee Manual.
AUTOMOBILE
ALLOWANCE: $500.00 per month
EMPLOYEE
STOCK OPTIONS: 150,000 options, issued pursuant to a stock option agreement, a copy
of which is attached hereto as Exhibit "A."
CONFIDENTIALITY AND
NON-COMPETITION: Pursuant to Agreement for Confidentiality and Non-Competition
attached hereto as Exhibit "B."
GENERAL PROVISIONS: Any notices or other communications required or permitted
to be given shall be given sufficiently only if in writing
and served personally or sent by certified mail, postage
prepaid and return receipt requested, addressed as follows:
If to Employer: Laser Photonics, Inc.
0000 Xxxxxx Xxxxx
Xxxxxxxx, Xxxxxxxxxx 00000
Fax: (000) 000-0000
If to Employee: Xxxxxxx Xxxxx
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Fax: ( ) -
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However, either party may change his/its address for purposes of
this Agreement by giving written notice of such change to the other
party.
This Agreement shall be governed by and construed in accordance
with the laws of the State of Delaware.
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This Agreement supersedes any and all other agreements, whether
oral or in writing, between the parties hereto with respect to the
employment of Employee by Employer and contains all covenants and
agreements between the parties relating to such employment in any
manner whatsoever. Each party to this Agreement acknowledges that
no representations, inducements, promises, or agreements, oral or
written, have been made by any party, or anyone acting on behalf of
any party, which are not embodied herein, and that no other
agreement, statement, or promise not contained in this Agreement
shall be valid or binding.
This Agreement may not be assigned in whole or in part by Employee
without the prior written consent of Employer.
Employer represents and warrants as of the date hereof that
Employer's execution and delivery of this Agreement to Employee and
the carrying out of the provisions hereof have been duly authorized
by Employer's Board of Directors.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement
effective as of the day and year first written above at Carlsbad, California.
"Employer"
LASER PHOTONICS, INC.
By: /s/ Xxxxxxx X'Xxxxxxx
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Xxxxxxx X'Xxxxxxx
Chief Executive Officer
"Employee"
/s/ Xxxxxxx Xxxxx
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Xxxxxxx Xxxxx
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